Amsterdam, 10 August 2010 --- AMG Advanced Metallurgical Group N.V.'s ("AMG", EURONEXT AMSTERDAM: "AMG") publicly listed affiliate, Timminco Limited ("Timminco") (TSX:TIM) announced today that it has agreed to form a joint venture with Dow Corning Corporation ("Dow Corning") at its silicon metal production facilities in Bécancour, Québec. Dow Corning will acquire a 49% equity interest in a new joint venture entity (the "Joint Venture") that will own the existing silicon metal operations of Timminco's wholly-owned subsidiary, Bécancour Silicon Inc. ("BSI"). In exchange, BSI will receive net cash proceeds of $39.7 million on closing, and up to potentially an additional $10.0 million after closing subject to achieving certain performance objectives relating to production cost and capacity improvements. BSI will retain a 51% equity stake in the Joint Venture.
All of the production output of the Joint Venture, which will be based on an initial annual production capacity of 47,000 mt of silicon metal, will be split between BSI and Dow Corning proportional to their ownership interests. All of BSI's solar grade silicon purification operations and facilities at the Bécancour site will remain with BSI.
"This joint venture with Dow Corning builds on a long and successful relationship between the two companies and strengthens Timminco's position for future growth opportunities," said Dr. Heinz C. Schimmelbusch, Timminco's Chairman of the Board and Chief Executive Officer.
"This acquisition is well aligned with Dow Corning's global strategy of securing an efficient supply of this critical raw material used to manufacture all of our silicon-based products," said Robert Hansen, Dow Corning's executive vice president and general manager of Core Products.
The Joint Venture, which will be known as "Québec Silicon", will acquire from BSI all of the silicon metal production assets, including property, plant, equipment, and certain net working capital items, and BSI's quartz mining lease in Lac Malbaie, Québec. BSI will retain its silicon metal customer relationships, and honour all existing contracts with such customers, through BSI's proportional off-take of the Joint Venture's production.
All active employees associated with the silicon metal operations will be transferred to the Joint Venture, which will assume certain liabilities associated with such employees, including pension obligations. The transferring employees include a majority of BSI's existing management team, which will continue to manage and operate the silicon metal operations.
The creation of the Joint Venture and the closing of Dow Corning's acquisition of its 49% equity interest are expected to occur on or about September 30, 2010. The closing is subject to satisfaction of customary closing conditions, including regulatory approvals and consent of BSI's lenders. In the event the conditions are not fulfilled and the transactions do not proceed, BSI and Dow Corning have committed to alternative supply arrangements for 20,000 metric tons of silicon metal to be delivered in 2011.
Resultaten 1/2 jaar 2010 AMG
Key Highlights
Revenue increased 13% to $243.5 million in Q2 2010 from $214.9 million in Q2 2009; H1 2010 revenue was $479.3 million
EBITDA[1] increased 8% to $23.9 million in Q2 2010 from $22.2 million in Q2 2009; H1 2010 EBITDA was $45.9 million
EPS on a fully diluted basis increased to $0.04 compared to Q2 2009 EPS of ($0.36)
The Advanced Materials Division generated revenue of $152.0 million and EBITDA of $14.2 million in Q2 2010
The Engineering Systems Division generated revenue of $59.5 million and EBITDA of $8.0 million in Q2 2010
Graphit Kropfmühl generated revenue of $32.1 million and EBITDA of $1.7 million in Q2 2010
As of June 30, 2010 cash on hand was $84.6 million, net debt was $119.7 million; Q2 2010 free cash flow[2] was $23.8 million
[1] EBITDA is defined as earnings before interest, tax, depreciation and amortization and excludes nonrecurring items
[2] Free cash flow is defined as EBITDA less change in working capital and maintenance capital expenditures
Amsterdam, 11 August 2010 (Regulated Information) --- AMG Advanced Metallurgical Group N.V. ("AMG", EURONEXT AMSTERDAM: "AMG") reported second quarter 2010 revenue increased 13% to $243.5 million from $214.9 million in the second quarter 2009.
Net income attributable to shareholders for the second quarter 2010 was $1.2 million, or $0.04 per fully diluted share, compared to net loss of ($9.7) million or ($0.36) per fully diluted share for the second quarter 2009. EBITDA increased 8% to $23.9 million in the second quarter 2010 from $22.2 million in the second quarter 2009.
In commenting on results, Dr. Heinz Schimmelbusch, Chairman of the Management Board and CEO, said, "The stabilization that began in late 2009 has continued through the first half of 2010. This has resulted in mixed results between our Advanced Materials division and our Engineering Systems division. During the second quarter 2010, most Advanced Materials' end market prices increased over the first quarter 2010. Engineering Systems order intake did improve during the quarter; however, the lower order backlog in the beginning of the quarter negatively affected the operational performance. Graphit Kropfmühl has seen an increase in demand and pricing in natural graphite, however production costs for silicon metal also increased mitigating the overall improvement in the business."
Key Figures
In 000's US Dollar
Q2'10 Q2'09 [3] Change
Revenue $243,545 $214,933 13%
Gross profit 44,490 45,424 (2%)
Gross margin 18.3% 21.1%
Operating income 14,713 12,522 17%
Operating margin 6.0% 5.8%
Net income (loss) attributable to shareholders1,164 (9,718)N/A
EPS- Fully diluted 0.04 (0.36) N/A
Adjusted EPS-Fully diluted [1] 0.20 0.07 186%
EBITDA [2] 23,902 22,202 8%
EBITDA margin 9.8% 10.3%
Notes:
[1]
Adjusted to exclude all Timminco results including equity losses
[2]
EBITDA is defined as earnings before interest, tax, depreciation and amortization and excludes nonrecurring items
[3]
2009 figures are restated for discontinued operations treatment of Timminco investment
